VolitionRx Limited

Item 5.03 Amendment to Articles of Incorporation or Bylaws; Change in Fiscal Year. On July 17, 2026, VolitionRx Limited (the “Company”) filed a Certificate of Fourth Amendment (the “Amendment”) of the Second Amended and Restated Certificate of Incorporation (as amended, the “Restated Certificate”) with the Secretary of State of the State of Delaware, which became effective upon filing. The Amendment amends Section 6.1 of the Restated Certificate to reduce the number of authorized shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), from 325,000,000 to 150,000,000. The Amendment had previously been approved by the board of directors of the Company (the “Board”) on May 11, 2026, subject to the approval of the Company’s stockholders. The Amendment was approved by the Company’s stockholders at the Annual Meeting (as defined below) as described in Item 5.07 below. The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is filed as Exhibit 3.1 hereto and is incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders. On July 17, 2026, the Company held its 2026 annual meeting of stockholders (the “Annual Meeting”) at 3:30 p.m. British Summer Time at 93-95 Gloucester Place, London, W1U 6JQ, United Kingdom, during which the Company’s stockholders voted on five proposals. The Company had 8,627,191 shares of common stock outstanding on May 26, 2026, the record date for the Annual Meeting, of which 4,261,161 shares of common stock were present in person or represented by proxy at the Annual Meeting. The following sets forth the final voting results of the five proposals voted upon at the Annual Meeting, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on June 2, 2026 (the “Proxy Statement”). Proposal 1: The stockholders elected seven directors to serve until the next annual meeting of stockholders, and until each such director’s successor is duly elected and qualified, or until his or her earlier death, resignation or removal. The voting results are as follows: Nominee Votes For Votes Withheld Broker Non-Votes ─────────────────────────────────────────────────────────────────────────────── Dr. Phillip Barnes 2,088,058 179,087 1,994,016 Dr. Alan Colman 2,085,363 181,782 1,994,016 Guy Innes 2,085,112 182,033 1,994,016 Kim Nguyen 2,167,404 99,741 1,994,016 Cameron Reynolds 2,154,815 112,330 1,994,016 Dr. Ethel Rubin 2,139,364 127,781 1,994,016 Timothy Still 2,142,270 124,875 1,994,016 Proposal 2: The stockholders ratified the selection of Sadler, Gibb & Associates, LLC as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The voting results are as follows: Votes For Votes Against Votes Abstained ───────────────────────────────────────────────────── 4,152,372 76,635 32,154 Proposal 3: The stockholders approved, by a non-binding advisory vote, of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The voting results are as follows: Votes For Votes Against Votes Abstained Broker Non-Votes ─────────────────────────────────────────────────────────────────────────── 2,127,860 127,935 11,350 1,994,016 Proposal 4: The stockholders approved the Amendment of the Restated Certificate to reduce the number of authorized shares of Common Stock from 325,000,000 to 150,000,000. The voting results are as follows: Votes For Votes Against Votes Abstained ───────────────────────────────────────────────────── 4,011,189 218,947 31,025 Proposal 5: The stockholders approved the Company’s 2026 Stock Incentive Plan. The voting results are as follows: Votes For Votes Against Votes Abstained Broker Non-Votes ─────────────────────────────────────────────────────────────────────────── 2,078,833 182,048 6,264 1,994,016 No other matters were presented for consideration or stockholder action at the Annual Meeting.